11-K 1 d11k.htm ANNUAL REPORT Annual Report
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 11-K

 

  x   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  

 

For The Fiscal Year Ended December 31, 2002

 

OR

 

  ¨   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  

 

Commission File Number 000-25137

 

  A.   Full title of the plan and the address of the plan, if different from the issuer named below:

 

Concur Technologies, Inc. 401(k) Plan

 

  B.   Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office:

 

Concur Technologies Inc.

6222 185th Avenue NE

Redmond, WA 98052


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REQUIRED INFORMATION

CONCUR TECHNOLOGIES, INC. 401(k) PLAN

 

FINANCIAL STATEMENTS AND

SUPPLEMENTAL SCHEDULE

 

As of December 31, 2002 and 2001, and for the

Year Ended December 31, 2002

 

CONTENTS


 

     PAGE

REPORTS OF INDEPENDENT AUDITORS

   1-2

FINANCIAL STATEMENTS

    

Statement of Net Assets Available for Benefits

   3

Statement of Changes in Net Assets Available for Benefits

   4

Notes to Financial Statements

   5-9

SUPPLEMENTAL INFORMATION

    

Schedule H, Line 4i—Schedule of Assets (Held at End of Year)

   10


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REPORT OF MOSS ADAMS LLP, INDEPENDENT AUDITORS

 

To the Stockholders

Concur Technologies, Inc. 401(k) Plan

 

We have audited the accompanying statement of net assets available for benefits of Concur Technologies, Inc. 401(k) Plan as of December 31, 2002, and the related statement of changes in net assets available for benefits for the year then ended. This financial statement is the responsibility of the Plan’s management. Our responsibility is to express an opinion on this financial statement based on our audit.

 

We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Concur Technologies, Inc. 401(k) Plan as of December 31, 2002, in conformity with accounting principles generally accepted in the United States of America.

 

Our audit was performed for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental Schedule H, Line 4i—Schedule of Assets (Held at End of Year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

 

MOSS ADAMS LLP

Seattle, Washington

May 22, 2003

 

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REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

 

Retirement Committee

Concur Technologies, Inc. 401(k) Plan

 

We have audited the accompanying statement of net assets available for benefits of Concur Technologies, Inc. 401(k) Plan as of December 31, 2001. This financial statement is the responsibility of the Plan’s management. Our responsibility is to express an opinion on the financial statement based on our audit.

 

We conducted our audit in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

 

In our opinion, the financial statement referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2001, in conformity with accounting principles generally accepted in the United States.

 

 

ERNST & YOUNG LLP

 

Seattle, Washington

June 13, 2002

 

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN

STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS

DECEMBER 31, 2002 AND 2001


 

 

     2002

   2001

ASSETS

             

Investments, at fair value

   $ 5,141,488    $ 5,110,407

Cash

     14,187      —  

Receivables

             

Participant contributions receivable

     —        31,879

Dividends receivable

     2,449      —  
    

  

       5,158,124      5,142,286
    

  

ACCRUED LIABILITIES

     2,073      —  
    

  

NET ASSETS AVAILABLE FOR BENEFITS

   $ 5,156,051    $ 5,142,286
    

  

 

See accompanying notes.


 

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

YEAR ENDED DECEMBER 31, 2002


 

 

ADDITIONS

        

Investment income (loss)

        

Net depreciation in fair value of investments

   $ (770,483 )

Interest

     5,967  
    


       (764,516 )
    


Contributions

        

Participants

     1,399,408  

Rollovers

     242,217  
    


       1,641,625  
    


Total additions

     877,109  
    


DEDUCTIONS

        

Benefits paid to participants

     862,344  

Administrative expenses

     1,000  
    


Total deductions

     863,344  
    


NET CHANGE

     13,765  

NET ASSETS AVAILABLE FOR BENEFITS

        

Beginning of year

     5,142,286  
    


End of year

   $ 5,156,051  
    


 

See accompanying notes.


 

4


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CONCUR TECHNOLOGIES, INC. 401(k) PLAN

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2002 AND 2001


 

Note 1—Description of Plan

 

The following description of the Concur Technologies, Inc. 401(k) Plan (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.

 

General—The Plan is a defined contribution plan covering all eligible employees of Concur Technologies, Inc. (the Company), except nonresident aliens and those employees subject to a collective bargaining agreement. Employees become eligible to participate in the Plan as of their date of hire. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).

 

Contributions—Participants may elect to defer and contribute up to 80% of their pretax annual compensation, as defined in the Plan document (limited to $11,000 for the year ended December 31, 2002). Effective January 1, 2002, participants age 50 or older may elect to defer additional amounts (called “catch-up contributions”) to the Plan. The maximum “catch-up contribution” that can be made in 2002 is $1,000. The additional amount can be deferred regardless of any other limitations on the amount that can be deferred to the Plan. Participants may also contribute amounts representing rollover distributions from other qualified plans. Company contributions are at the discretion of the Company’s Board of Directors. The Company did not contribute to the Plan during 2002. Upon enrollment, a participant may direct employee and Company contributions in whole percentage increments into any of the Plan’s fund options. Participants may change their investment options at any time.

 

Participant Accounts—Each participant’s account is credited with the participant’s contributions, rollovers, Company contributions, if any, forfeitures of unvested balances of terminated participants, and an allocation of Plan earnings. Company contributions and forfeitures are allocated to participants’ accounts based on participants’ compensation compared to overall Company compensation. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested individual account.

 

Vesting—Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Company’s contribution portion of their accounts plus actual earnings thereon is based on the number of years of continuous service, as defined by the Plan document. A participant is 100% vested in Company contributions after three years of credited service.

 

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2002 AND 2001


 

Note 1—Description of Plans (Continued)

 

Participant Loans—Subject to the approval of the Plan administrator, participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balances. Loan transactions are treated as a transfer from (to) the investment fund to (from) the loan fund. Loan terms range from 1 to 5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the balance in the participant’s account and, in accordance with the Plan documents, will bear a reasonable rate of interest. Principal and interest are paid ratably through monthly payroll deductions and the balance of the loan can be paid in full at any time.

 

Benefit Payments—Upon retirement, death, or disability, a Plan participant’s account becomes fully vested and the participant may elect to receive a benefit payment. Benefits are generally payable as a lump sum except in the event of a participant’s death, in which case payment to a beneficiary may be deferred for up to five years or may be paid over the beneficiary’s life expectancy. All benefits must be paid or begin to be distributed when a participant reaches age 70 1/2. A participant may also elect to seek a hardship withdrawal, as defined in the Plan document, in certain cases of financial need. Upon severance of a participant’s employment for reasons other than death, disability, or retirement, the participant may elect to receive a lump-sum benefit payment. The Plan requires that benefits must be paid regardless of election if a participant’s employment is terminated prior to retirement, death, or disability, and the participant’s vested benefit under the Plan is $5,000 or less.

 

Administrative Expenses—Administrative expenses are paid by the Plan unless the Company elects to pay such costs. The majority of the Plan’s administrative expenses were paid by the Company in 2002.

 

Plan Termination—Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts.

 

Note 2—Summary of Accounting Policies

 

Basis of Accounting—The accompanying financial statements have been prepared using the accrual basis of accounting.

 

Use of Estimates—The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

 

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2002 AND 2001


 

Note 2—Summary of Accounting Policies (Continued)

 

Investment Valuation and Income Recognition—The Plan’s investments are stated at fair value. The shares of mutual funds are valued based on quoted market prices, which represent the net asset values of shares held by the Plan at year-end. Common stocks traded on a national securities exchange are valued at the last reputed sales price on the last business day of the Plan year. The fair value of the collective trust fund is based on quoted redemption values on the last business day of the Plan year. The shares of money market funds are valued at cost plus accrued interest, which approximates fair value. The participant loans are valued at their outstanding balances, which approximate fair value.

 

Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are included in net depreciation of fair value of investments and are recorded on the ex-dividend date.

 

Payment of Benefits—Benefits are recoded when paid.

 

Note 3—Investments

 

Charles Schwab & Co., Inc. (the Custodian) holds the Plan’s investments and executes all investment transactions. During the year ended December 31, 2002, the Plan’s investments appreciated (depreciated) in fair value as determined by quoted market prices as follows:

 

    

Net Realized and Unrealized
Appreciation (Depreciation) in

Fair Value of Investments


 

Mutual funds

   $ (876,629 )

Common stock—Concur Technologies, Inc.

     91,113  

Common collective trust

     15,033  
    


     $ (770,483 )
    


 

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2002 AND 2001


 

Note 3—Investments (Continued)

 

Investments that represented 5% or more of the fair value of the Plan’s net assets are as follows at December 31:

 

     2002

Vanguard Index Trust 500 Fund

   $ 1,501,218

Pimco Total Return Fund

     679,702

Morley Stable Value Fund

     349,935

Baron Asset Fund

     340,591

Columbia International Stock Fund

     305,333

Fremont U.S. Micro Cap Fund

     267,055
      

2001

Vanguard Index Trust 500 Fund

   $ 1,769,600

Baron Asset Fund

     445,548

Columbia International Stock Fund

     399,158

Pimco Total Return Fund

     387,090

Columbia Common Stock Fund

     316,488

Columbia Growth Fund

     294,072

Fremont U.S. Micro Cap Fund

     290,185

 

Note 4—Differences Between Financial Statements and Form 5500

 

The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500 at December 31:

 

     2002

   2001

 

Net assets available for benefits per the financial statements

   $ 5,156,051    $ 5,142,286  

Less: amounts allocated to withdrawn participants

     —        (66,337 )
    

  


Net assets available for benefits per the Form 5500

   $ 5,156,051    $ 5,075,949  
    

  


 

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2002 AND 2001


 

Note 4—Differences Between Financial Statements and Form 5500 (Continued)

 

The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500 at December 31, 2002:

 

Benefits paid to participants per the financial statements

   $ 862,344  

Less: Amounts allocated on Form 5500 to withdrawn participants at December 31, 2001

     (66,337 )
    


Benefits paid to participants per Form 5500

   $ 796,007  
    


 

Note 5—Income Tax Status

 

The Plan has not applied for a determination letter from the Internal Revenue Service stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code). However, the Plan administrator believes that the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes the Plan is qualified and the related trust is exempt from taxation.

 

Note 6—Transactions with Party-in-Interest

 

Included in investments at December 31, 2002 and 2001 are participant-directed investments in common stock of the Company with an aggregate fair value of $220,727 and $114,006, respectively. Purchases and sales of the common stock of the Company during the year ended December 31, 2002 totaled $44,626 and $28,656, respectively.

 

Certain Plan investments are shares of mutual funds managed by Charles Schwab. Charles Schwab is the custodian as defined by the Plan, and, therefore, these transactions qualify as party-in-interest transactions.

 

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SUPPLEMENTAL INFORMATION


 

 

Schedule H, Line 4(i)—Schedule of Assets (Held at End of Year)

 

(a)

  

(b)

Identity of Issue, Borrower,

Lessor, or Similar Party


  

(c)

Description of Investment, Including

Maturity Date, Rate of Interest,

Par, Or Maturity Value


   (d)
Cost


 

(e)

Current
Value


*

   Schwab Government Money Fund    Money market fund    **   $145,225
     Baron Asset Fund    Mutual fund    **   340,591
     Columbia Balanced Fund    Mutual fund    **   165,841
     Columbia Common Stock Fund    Mutual fund    **   230,641
     Columbia Fixed Income Fund    Mutual fund    **   222,011
     Columbia Growth Fund    Mutual fund    **   224,146
     Columbia International Stock Fund    Mutual fund    **   305,333
     Columbia Special Fund    Mutual fund    **   172,883
     Fremont U.S. Micro Cap Fund    Mutual fund    **   267,055
     Pimco Total Return Fund    Mutual fund    **   679,702
     Vanguard Index Trust 500 Fund    Mutual fund    **   1,501,218
     Weitz Partner Value Fund    Mutual fund    **   212,244

*

   Concur Technologies, Inc.    Common stock    **   220,727
     Morley Stable Value Fund    Collective trust fund    **   349,935

*

   Participant Loans    Interest rates ranging from 5.25% to 10.50%      103,936
                  
                   $5,141,488
                  
*   Indicates party-in-interest to the Plan.
**   Historical cost information is not required because investments are participant-directed.

 

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SIGNATURES

 

The Plan.    Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

       

CONCUR TECHNOLOGIES INC. 401(k) PLAN

(Name of Plan)

Date:    June 30, 2003

      By:  

/s/    JOHN F. ADAIR


               

(Signature)

John F. Adair

Plan Trustee

 


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INDEX TO EXHIBITS

 

Exhibit 23.1

   Consent of MOSS ADAMS LLP, Independent Auditors

Exhibit 23.2

   Consent of Ernst & Young LLP, Independent Auditors